Energy Partners Ltd. - 8K - 06/02/06
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of Report (Date of earliest event reported): June 2,
2006
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ENERGY
PARTNERS, LTD.
(Exact
name of registrant as specified in its charter)
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Delaware
|
001-16179
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72-1409562
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
file number)
|
(I.R.S.
Employer
Identification
No.)
|
201
St. Charles Avenue, Suite 3400
New
Orleans, Louisiana 70170
(Address
of principal executive offices)
(504) 569-1875
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
1.01 Entry
into a Material Definitive Agreement.
On
June
2, 2006, Energy Partners, Ltd. (the “Company”) amended and restated its senior
credit facility. Key modifications to the senior credit facility included,
among
other things, the expansion of the revolving credit facility to $300 million
from $200 million (subject to borrowing base limitations), extension of the
maturity to May 2011 from August 2008 and improved grid pricing for interest
rate margins and commitment fees. In addition, under the amended credit
facility, the Company has the ability to increase availability under the
revolver to $400 million, subject to borrowing base limitations.
The
Fifth
Amended and Restated Credit Agreement (the “Credit Agreement”) was entered into
among the Company, as Borrower, JPMorgan Chase Bank, N.A. as Administrative
Agent, BNP Paribas, as Syndication Agent, Wachovia Bank, National Association
and Deutsche Bank Securities Inc., as Co-Documentation Agents, and the lenders
party thereto. The Credit Agreement has an initial borrowing base of $225
million that is subject to redetermination based on the proved reserves of
the
oil and natural gas properties that serve as collateral for the bank credit
facility as set out in the reserve report delivered to the banks each April
1
and October 1. The Credit Agreement permits both prime rate borrowings and
London interbank offered rate (“LIBOR”) borrowings plus a floating spread. The
spread will float up or down based on our utilization of the bank credit
facility. The spread can range from 1.00% to 1.75% above LIBOR and 0% to 0.50%
above prime. The borrowing base under the Credit Agreement is secured by
substantially all of the Company’s assets. In addition, the Company pays an
annual fee on the unused portion of the facility ranging between 0.30% to 0.50%
based on utilization. The Credit Agreement contains customary events of default
and various financial covenants, which require us to: (i) maintain a minimum
current ratio, as defined in the Credit Agreement, of 1.0 and (ii) maintain
a
minimum EBITDAX to interest ratio, as defined in the Credit Agreement, of 3.5.
A
copy of the Credit Agreement is attached as Exhibit 99.1 to this current report.
Item
9.01. Financial
Statements and Exhibits.
Exhibit.
The following exhibit is filed herewith:
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Exhibit
No.
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Description
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99.1
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Fifth
Amended and Restated Credit Agreement dated June 2,
2006.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated:
June
13,
2006
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ENERGY
PARTNERS, LTD.
John H. Peper
Executive
Vice President, General
Counsel and Corporate Secretary
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